Destiny of the Fallen
by appledude211
Summary: The planet of Thyferra is the galaxy's largest Bacta producer. When the Separatists threaten this crucial planet, Mace Windu and a Republic Taskforce must defend the planet, and halt the CIS from invading the Core...
1. Prologe

**Day 287 - Clone Wars - Bestine Orbit

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Mace Windu stood firm at the bridge of the RAC _Harvester_, watching the slaughter of fighters and ships before him. Republic _Venator_-class Attack Cruisers and Trade Federation Cruisers shot at one another, _Victory_-class Republic Star Destroyers were pounding Trade Federation Battleships and Commerce Guild Frigates, ARC-170's and Vulture Droids dogfighted across the entire battlefield, Tri-Fighters harassed Gunships that were bringing in commando teams from the ground, Strike Bombers were making strafing runs on the Republic ships. There was so much debris in the area that some ships had to vape the debris to get to their targets. While this happened, Clone Troopers and Battle Droids duked it out on the surface of Bestine. Reports of the battle kept coming in from the ground, and they weren't good. Republic forces had been holding the planet Bestine for almost a month of heavy fighting, slugging it out with the Separatist Droid Armies. The 547th, 231st, 182nd, and 501st Legions held their ground well, but they were going to be wiped out soon if they stayed on that planet. Windu sighed and crossed his arms. 'This war is not going well' he thought. Even with the destruction of the Dark Reaper and a few victories around the galaxy, the Confederacy of Independent Systems were pushing the Republic to the Inner Rim, threatening the Core Worlds. The Jedi had been in the forefront of the fighting ever since the first battle at Geonosis. Two-hundred and twelve Jedi died that day.

Two-hundred and twelve dead Jedi in a day. How many more would die by the end of this war?

Mace sighed and crossed his arms. 'This war is not going very well indeed'. After watching the space battle continue for a few minutes, he turned around and keyed the hologram transciever. An image of a Clone Commander, his white armor marked with mud and scorch marks, appeared. He held a DC-15 Blaster Rifle in his left hand, and used his free hand to remove his helmet, revealing an almost perfect match of Jango Fett, the legendary Mandalorian Bounty Hunter. "General Windu, what are your orders?". Mace looked back at the viewport, witnessing a pair of ARC-170's get blown to bits by a trio of Droid Tri-Fighters. "Commander Kal, order your troops to withdraw to the evacuation point. Load them up on The Assault Ships. We're leaving". Commander Kal obviously looked disappointed, but he obeyed his orders. He was programmed to do so. "Yes sir". With that, the hologram faded out.

Windu took one last look at the battle above Bestine's orbit, shook his head, and left the Bridge.

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"All right lads! Fall back to the EV Point! Lets move it!". 

For A-43 'Forry', that was the last thing he ever wanted to hear ever since he got onto this planet. Taking cover alongside a platoon of Clone Troopers in a dirt trench, Forry cursed the overwhelming fire that _hissed_ over his head, denying a chance to return fire. If only he had a platoon of AT-TE's. Better yet, the new AT-AT walkers. He heard alot of them and their combat performance at Jabiim, and was very impressed. Their armor was very thick and literally blaster proof. Even a Geonoisian Sonic Turret couldn't penetrate it. Forry shook his head, _'Now is not the time to day-dream trooper, you have Droids to kill', _and that was something Forry lived for. There was nothing more he loved than combat. He enjoyed having blaster bolts whiz past him, the recoil of a DC-15, the _whump_ sound of an explosive going off, and the sound of blaster fire. Whenever combat happened, Forry was there. He checked his DC-15 Blaster Rifle, making sure it was in good condition. The blaster gas was at 70 percent capacity, _'Good enough'_ thought Forry. He had a full complement of seven blaster clips along with it. _'Enough for a division of Droids'_ he thought. He laid his back against the dirt mound of the trench, peeked up, and counted the number of Battle Droids approaching him.

There was at least a hundred of them

Ninety of the Droids were standard B-1 Battle Droids. Flimsy, weak, and easy to kill. The remaining ten were B-2 versions, Super Battle Droids. Heavily armored and had powerful blasters and wrist rockets. _'Nothing an ARC Trooper can't handle'_ thought Forry. He waited until those Droids got whithin 200 meters of his position, and primed two detonators. One an EMP detonator, to distrupt the Droids neural networks, and a Thermal detonator, to create more damage. _'Adding fire to the lightning'_ Forry told himself. He activated the EMP det and lobbed it over the trench. A faint blue light flashed, followed by the vocal _Aie-Aie-Aie-Aie_ of Battle Droids. Forry then lobbed the Thermal det, and heard the _whump_ of the explosion, followed by hot, searing pieces of Battle Droid parts falling from the sky. Forry readied his DC-15, turned the saftey to 'off', and fired. His 'Deece' fired Ion bolts at a rapid rate, felling Droids with deadly presicion. He emptied a clip into a marching file of Thirty Battle Droids, turning them into a pile of junk. He slapped in a fresh clip and got out of the trench, firing as he went. Taking a slow pace, and holding his DC-15 at his hip, he continued his work. Blaster bolts sizzled past him, but he didn't notice, since he was too busy putting his blaster bolts into Droids.

Soon enough, he came across the first of the ten Super Battle Droids he counted. Forry quickened his pace, rushing the SBD head-on. The SBD didn't have a chance to fire, as Forry got into touching distance with the SBD. Taking a crouching position, Forry stuck his 'Deece's barrel into the lower abdomen of the Droid, and squeezed the trigger. Twelve shots later, the SBD had a smoking hole in its lower abdominal area. He pushed the smoking hulk into another oncoming SBD, forcing it to fall down on its back. Forry planted a single shot into the SBD, making sure it would stay down. Forry threw two more Thermal dets at a pair of oncoming SBD's, and rolled to his right. The twin explosions sent the Droids flying high, and landing onto another SBD, taking it out. _'Halfway there' _.

He unslung his PLX-1 Missle Launcher from his kit, loaded a projectile, and looked for a target. The remaining five Super Battle Droids were lined up in a typical infantry formation, wrist blasters at the ready. Forry aimed, and launched the missile. It glided in a straight line in a yellow glow before hitting one of the Droids in the upper abodmen, and blossoming into fire. Droid parts flew into the air, creating red-hot shrapnel. '_Ah the joys of blowing up shit_' he thought.

He headed back to the trench and saw that the Troopers there were staring at him. Forry was used to it. He did these kinds of things before and got the same reaction everytime. "Sir" asked a Clone Trooper, "Are you that good or were you in the zone?". Forry chuckled, and said something one of his commando buddies told him. "Trooper, I LIVE in the zone". With that, Forry left, and headed for the EV point, where Three Assault Ships were waiting. '_Another day's work'_ he thought, as he boarded the RAS _Neim._

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Mace was in his Quarters, witnessing the Assault Ships come out of Bestine's atmosphere on a Hologram. Three _Acclamator_-class Assault Ships carried the rest of the legions out of the planet, and headed for the fleet. Windu went through the casualty list and scratched his chin at the reports. 547th suffered 56 percent , 182nd had 65 percent, 501st had the least, having 34 percent. (Mace wasn't surprised about that. The 501st was an Elite Shock Troop legion. They knew how to fight.) The 231st suffered the most, having almost 88 percent casualties. Mace closed the list, and went back to the _Harvester_'s roster. The Attack Cruiser had 178 V-Wing Bombers, 188 ARC-170's, 132 V-19 Torrent Fighters, 23 Jedi Eta-2 Actis Interceptors, 36 LAAT/i gunships, and 24 AT-TE walkers. The whole ship shuddered as its Eight Heavy Turbolaser turrets fired at once, along with the faint _thwump-bang_ of the Cruiser's Four heavy Proton Torpedo tubes go into action. Mace looked back to the Hologram, and decided it was time to go.

Windu keyed his comm, and told every ship to prepare for Hyperspace. They were heading for Thyferra, the galaxy's largest Bacta producer. If Thyferra fell, the Republic would fall. That was why they needed to hold Bestine, so that they could keep the Separatists out of Thyferrian orbit. But that was no use, and Mace's fleet had to retreat to Thyferra, or risk heavier casualties. As the Republic fleet prepared for hyperspace, Mace sat back in his chair, wondering. '_Can Thyferra be held?_' 'There would be reinforcments, yes, but the Separatists knew how important Thyferra was, and they will sacrifice every Baktoid Battle Droid to get it.

Mace wasn't going to let that happened.

Reminding himself to contact Master Yoda when they reached Thyferra, Mace went into meditation. He felt the stars accelerate, and the Republic Fleet was gone, leaving the CIS a victory, and one more step closer to the lifeblood of the Republic...

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For those who liked the old Destiny Of The Fallen, I'm sorry but this one will be much better. Please Review 


	2. Chapter 1

**After the Republic's defeat at Bestine, The 4th Taskforce, under the command of Mace Windu, reach Thyferra. Even with reinforcments from the 501st Legion and the 7th Sky Corps, and the arrival of Obi Wan Kenobi and Anakin Skywalker, Mace's forces are still reeling from their losses.**

**As the fleet takes up positions above the planet, Ion Cannons are being built in orbit around the planet, along with hundreds of Laser Cannon Batteries. Ground troops are digging in, creating a network of trenches, bunkers, and dugouts around the city of Fyordia and its roads. The Legions take up their positions along the earthworks outside of the city.**

**The Republic now stare into the vaccum, waiting for the oncoming storm.**

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**Day 298 - Clone Wars - Thyferrian Orbit**

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Even before his fighter's sensors picked it up, CP-67/87 "Jix" had already broken his patrol route. His ARC-170 Starfighter banked portside hard and rolled upwards, moving to encounter the frigate that came out of Hyperspace. Though this was now standard procedure for fighter patrols to inspect any unknown Civilian ships that enter Republic space, this was considered a threat. Like many other Non-Republic ships, they were to be stopped, boarded, and inspected for Separatist activity. If the CIS were trying to get an idea on what the Republic strength was on Thyferra, they would do it by any means possible. Even if by taking Civilian ships and using them as spys. But this was about the forty-ninth time Jix had done these runs and all of them turned out clean. This was just another regular run.

"Mission Control, this is Green 3, Two Wing is on approach to inspect unidentified ship". Jix looked back at his co-pilot CP-907/6 "Jayer" and his gunner CP-54/1 "Kive". They gave Jix a thumbs up, notifying him that they were all set. Their Astomech Droid, R3-3S, chirped in acknowledgment._ "Roger Two Flight, proceed with caution. I'm getting readings of movement throughout the ship"_. Jix chuckled, "Don't worry about it Control, just a few laser blasts under that Frigate's nose and it'll go down real quiet like".

Jix signaled his three wingmates that made up Green Squadron's Two Flight, consisting of Two V-19 'Torrent' Fighters, a V-Wing bomber, and Jix's ARC-170, to form up on him and approach the Frigate. He rolled his fighter starboard, and got the Frigate into view. It wasn't a Frigate he had seen before, or ever. He needed to know the ship he was scanning, or else he would be dead. "Control, Green 3, I don't have the classification of the Frigate in my databanks.". _"Roger that Green 3, scan the ship and send its silhouette information to us"_. Jix scanned the Frigate's dimensions and design, and sent the information back to Control. Following procedure, He then decided that he should hail the Frigate, and ask it's destination. "Unknown Ship, you are trespassing Republic space. What is your business here?". The comm was silent for a few minutes, followed by the Frigate's response.

A turbolaser blast.

Jix manuvered his 170 out of the way, and was in time to see his wingmate's V-Wing, Green 6, disenegrate in a ray of light. Jix rolled hard, and began evasive maneuvers. _"Green 3, this is Control. I'm reading an explosion and no vital signs on Green 6. We're sending reinforcements. Don't let that Frigate escape!". _

He didn't need to have that said twice. Jix snap-rolled and banked hard left, avoiding a few laser cannon bursts. "Green's 4 and 5, gimme some support here". Their response was in the form of a a wave of blue energy bolts into the lower aft the Frigate, followed by an explosion. _"Green 5 to Green 3, the Shield Generator is down"._

"Roger that 5, disable its engines. We can't let that Frigate escape".

_"As ordered"._

As soon as Green 5 replied, an explosion flashed in Jix's scopes. Green 4's V-19 was under heavy fire, and being pursued by a pair of Trade Federation Vulture Droid Starfighters that launched from the Frigate. "4, do you copy?".

_"They're all over me!"._

"Hang tight pilot. I'm coming".

Jix turned his ARC, and pushed the throttle to maximum. Speeding towards the Droid Fighters, he put shield power to 100 percent, and manuvered right through the pair of Vulture Droids, firing as he went. This certainly got the Droid's attention, and they began to swarm around Jix, chittering in their creator's language and filling red bolts into Jix's viewscreen. Jix waited until he was ahead of the fighters and dived. Putting his throttle down to a slow speed, he transferred energy from shields to lasers. Then he qucikly pulled the ARC in a sideways 180, putting the craft upside-down. Firing up the throttle, Jix took the fighter in a half loop, putting him right side-up again...and behind the pair of Droid Starfighters.

Jix fingered for the trigger on his joystick, and fired. Two bursts of dual green plasma raced out and hit one of the Droid Fighters. Its Port wing was ripped apart, blowing the fighter into the endless void of space. The second fighter was more quicker. It turned to a 45 degree angle and moved upwards. Jix followed suit, pursuing the fighter. The Droid shot downwards, hoping to shake the Clone Pilot off. But Jix wasn't just a Clone Pilot, he was a damn good one. "Jayer, arm a torp and give me a lock".

"Aye sir".

Jayer punched in the fail-safe for the Proton Torpedos, and had R1-3S load the torpedo into the launcher.

"Torp loaded sir, locking onto target...now!"

Jix fired. A blue ball of light appeared from the launcher. It quickly picked up speed, and followed its target. The Droid chittered madly, trying to outrun the torpedo. But it was no use, and the torpedo struck the Vulture Droid, turning it into a flower of fire and debris.

"Two Flight, form up on me, we're going after that Frigate".

"_Green Squadron. This is the RSD Freedom. Return to base. We have this Frigate in our control_".

"Roger _Freedom_. Two Flight, lets head home".

As the trio headed back to their ship, The RSD _Endeavor_, they witnessed the Republic Star Destroyer _Freedom_ batter the Frigate with its guns. The Frigate buckled, and got ripped in half by the overwhelmingly power of the Star Destroyer's plasma. Jix grinned. _Mission Accomplished_.

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The briefing room was in silence, as they watched a holovid of Battle Droids marching through a Bestinian City. Generals, Admirals, Captains, Commanders, and a few Jedi were present in the briefing room aboard the RAC _Harvester_. Before them stood three well re-knowned Jedi. Mace Windu, one of the highest ranking members of the Jedi Council and one of the best swordsman. Obi Wan Kenobi, a promising Jedi Knight and a soon-to-be Master. Then finally, Anakin Skywalker, The Chosen One, The Hero With No Fear, one of the most well-known Jedi in the Republic. The three stood before the 4th Taskforce Command, which was called to a meeting to discuss the defense of Thyferra. Among them were Commander Kal of the 231st, Commander Fajad of the 547th, Commander Tai of the 182nd, and Commander Appo of the 501st legions. Along with Captains of Republic Attack Cruisers, Star Destroyers, Assault Ships, Drednaughts, and Corvettes, Admirals of Fleet Groups, a few Jedi Generals, and a few Clone Troopers guarding the entrances to the room.

"With Bestine in Seperatist hands, Thyferra is now in their range." said Mace Windu, shutting off the Holovid.

"We're going to need more reinforcments if we are to hold this planet and protect its Bacta Production Facilities" said Obi Wan

One of the occupants, a rather large male of commander rank, huffed and said "What we need are more of those 'ARC Troopers', if one of them could take out a hundred Battle Droids alone, then why not just get a hundred of them and let them defend the planet?". Anakin sighed. _Ignorance and Idiocy at its best_. "The ARC Troopers are limited in number Commander, there are only a 100 of them".

"Then get the Kaminoeans or whatever they're called to make more of them".

Anakin now had the sudden urge to slap the man, but he held his annoyance and answered his question. "Because it isn't easy making an ARC Trooper, Commander. Now can we please get to the subject?".

The Commander sighed in procrastination. Anakin shot a glare at him and The Commander didn't even make another sound in the briefing.

Obi Wan activated a hologram that projected a city and roads criss-crossing it. "This is Fyordia" explained Obi Wan. "It is mainly a crossroads for Bacta Shippment Convoys to transport their cargo from the Production Facility to the Helkand Spaceport. Fyordia has 6 roads, 4 of them intersect between each other into another road on the city's south, while 2 more cross the city on its west and east sides. The Seperatists need these roads in order to fully advance their forces to the Spaceport and the Production Facilities." He zoomed in on the outskirts of the city, revealing miles of trenches, bunkers, and fieldworks. "The 547th Legion, under the command of Fajad, will take positions on the outer defenses in the west. The 7th Sky Corps, under my command, will take up the eastern outer defenses. The 501st, under Anakin's command, will take up the second defense line. Commander Tai will move the 182nd to the third defense line, right outside the city. Finally, Commander Kal will move his 231st in reserve, behind the city."

Mace Windu approached the hologram and pushed a series of buttons. A view of the planet came into view, with hundreds of Republic Warships orbiting the planet. "We now need to prepare for the orbital battle" said Mace. He then pushed in another series of buttons, revealing thousands of Seperatist ships. "Our contacts discovered the location of the final hyperspace drop point for the Seperatist fleet, near Yag 'Dhul."

One of the Admirals spoke up. "Then we can surprise them and push them back to Bestine."

"And what if we fail Admiral? It'll be alot easier for the Seperatists to take Thyferra if so."

"Excuse me sir? May I suggest something?" The voice came from a man wearing Red Mandalorian armor. He was Kirt Adeen, the Commander of the Republic SpecOps.

"Yes you may Commander Adeen".

Kirt got up, and approached the hologram that showed the Seperatist fleet. He zoomed in to a rather large structure in the middle of the fleet. "We've discovered that the Seperatists need an extra amount of fuel for a long hyperspace journey. They developed a refueling and repair station that could travel with the fleet to hyperspace until they reach their objective".

"I see" said Obi Wan, "But what point are you getting at exactly?"

Kirt zoomed in onto the Station, and revealed a small hangar which was currently being boarded by a Trandoshan Dropship. "Since the Trandoshans are recieving their supplies of Battle Droids through this station also, it is possible that we can insert a small team into the Station. They'll head to the Station's Fuel Bays, plant some charges, get out of there, and you'll have an easier time fighting the Seps in orbit".

Mace Windu carefully considered this, and then asked "I approve of this plan Kirt, but do you have a small team willing to participate in this mission?"

Kirt laughed, and said "Master Windu, I have the perfect men for this kind of mission".

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Gee, I wonder who are those 'perfect men' he's talking about. Please review. 


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